The number of HIV+ adults over age 50 is increasing steadily, and the CDC has estimated that by 2015 almost half of those living with HIV/AIDS will be age 50 or older. In spite of these rising rates, there are no published interventions targeting alcohol and/or substance use or medication adherence among older adults with HIV. This proposal is designed to test an adaptation of a proven intervention for HIV+ adults and tailor it to meet the unique needs of HIV+ older adults with alcohol and/or drug dependence. Specifically, this project will conduct an RCT to evaluate the efficacy of a 12-session intervention, Spiritual Self-Schema Therapy (3S+), compared to a 12-session education-based attentional control condition (ED), in improving HIV health outcomes, and reducing alcohol/drug use among alcohol and/or substance dependent HIV+ older adults. This project would be the first to extend a proven intervention tailored to meet the unique needs of this critical population. The proposed treatment, 3S+ therapy, is a fully manuallized and proven effective intervention which combines elements of cognitive therapy with non-sectarian Buddhist principles. We propose to extend 3S+ to a previously untested population: alcohol or drug dependent HIV+ older adults. The proposed intervention will target HIV+ older adults (age 50 and older, n = 240) with drug and/or alcohol dependence in New York City who report suboptimal HIV self care (less than 90% adherence to their HIV medication regimens). The treatment condition will receive 12 sessions of 3S+ therapy tailored to the specific needs of older HIV+ adults, while the education (comparison) condition will receive 12 sessions of education surrounding HIV medication adherence, drug and alcohol use, and sexual risk-taking. Utilizing several measures of drug and alcohol use (both self reported and biological measures) and HIV health (self reported medication adherence, HIV self care, and biological measures of HIV health), this study will test the efficacy of the intervention at 4, 8, and 12 months post-randomization to determine both immediate and long-lasting effects of the intervention. The significance and impact of this project is threefold: 1) the integration of spirituality into addiction treatment has shown great promise for HIV+ adults and older adults, 2) in addition to targeting addiction, the proposed intervention addresses multiple risk factors that impact HIV health, such as medication adherence, HIV self care, and sexual risk behavior; and 3) this treatment can be readily disseminated and integrated into existing HIV clinics and other community-based organizations offering programs addressing the needs of HIV+ older adults with drug and/or alcohol problems. Broadly, this intervention could help to reduce drug and alcohol abuse and increase HIV health and well-being among HIV+ older adults. If effective, the intervention will help minimize the negative physical and psychological effects associated with drug and alcohol use and improve HIV health and self care, which has potential effects for survival and health as well as reducing HIV transmission and HIV drug resistance.